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board of directors
board of directors
board of directors
board of directors
board of directors
board of directors
board of directors
board of directors
board of directors
board of directors
board of directors
board of directors
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board of directors

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Practical approach towards Board of Directors

Practical approach towards Board of Directors

Published in: Business, Economy & Finance
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  • 1. February 2013 Slide 1© 1 February, 2014 Franky Van Damme Managing Partner, PSX Advisors franky.vandamme@psx-advisors.com Board of Directors, practical
  • 2. February 2013 Slide 2© Advisory Services PSX focuses specifically on high-growth and mid-cap European Technology and Applied Technology companies BOARD MEMBERSHIP STRATEGIC ADVISORY FUNDING MERGERS & ACQUISITIONS SHAREHOLDERS ALIGNMENT
  • 3. February 2013 Slide 3© Why do we need a Board  Legal requirement  To steer the Company  To control the Entrepreneur  Define the Strategy  Monitor the Company  Risk Assessment
  • 4. February 2013 Slide 4© Members of the Board  Investor (1..x)  The investor friends  Domain experts  Advisors  Employees  Entrepreneurs  Management  My friends  Chairman A well balanced composition of the Board and an independent Chairman can make a huge difference
  • 5. February 2013 Slide 5© Who does what  Board members “setting the goals”  Executives “getting the job done” Skill set  Different (Technology – Operational Financial – Business development)  Local / International  …
  • 6. February 2013 Slide 6© NThe next step • Focus on the M&A - IPO process • Monitoring the budget E Evolution • Well balanced team • Agenda management • Strategy and direction setting Investor • We get formal meetings • Getting to know the company • Process in place I Trouble • Lack of leadership by the chairmen • Aggressive meetings • …. T FFFounders & Friends • Happy together • Explain to each other …. • Legally OK The Evolution
  • 7. February 2013 Slide 7© The Meeting Agenda  Minutes  Business Update  Financial / Reporting  Clients  Market and Competition  IP  Risk Assessment  Product Portfolio  Strategy  Human Resources  AOB Approach  Present / explain  Options and proposals  Discussion  Decision Subject  Indication of timing  Type, for… (information / discussion / decision)  At the end…check draft minutes
  • 8. February 2013 Slide 8© What works … Monthly  A Business Reporting pack (max 15 p. with max 3p. descriptive)  A Financial Dashboard Before the Board meeting  Send out all relevant material (including the Financial and Business info)  Ask to get questions related to the Financial and Business info beforehand  Prepare the meeting with the chairman The Meeting  Start with a breakfast or sandwich lunch (late arrivals)  The chairman has to lead the meeting  Respect the timing  Make use of a secretary for the minutes (crisp and clear)  Frequency of 6 – 8 meetings  With additional telephone conferences or specific meetings
  • 9. February 2013 Slide 9© Additional Committees  When  Investor on board  Stage of the company  Which  Finance/Audit Committee  permanent  Accounting policies  Defining the financial/business reporting pack  Authorization levels  Screening the budget figures  Internal control  Preparation of the yearly financial figures  Interface with the auditor  …
  • 10. February 2013 Slide 10© Additional Committees (2)  Human Resources/Remuneration Committee  permanent  Defining the remuneration of the executive and non-executive directors  Overall compensation and benefits policy  Stock option plan  Hiring/firing process  Personnel evolution process  …  Strategy Committee  temporary  Define the strategic objective  Analyse the Order Intake, Clients, Products,..  Get info about the competition and the market  Investigate different scenario’s  Propose the way forward  …  …
  • 11. February 2013 Slide 11© Some Cases Profit Revenue DeclineMaturityIntroduction Growth Course of Time Revenueor.Profit Development U A C B S B B T D
  • 12. February 2013 Slide 12© The Boardroom atmosphere Exit EquityChange Strategy Problem Start Panic  People’s behaviour might change in line with the stage of the company  Be aware that the Executives know the business  Board members are learning the business (in most cases).  Some board members might have no operational business experience. An Aligned and Effective Board will add Value to the Company  Not everybody has experiences in different kind of companies.  Some people could have difficulties with their day to day role and being a Board member.

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